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United States Supreme Court declines to apply the "discovery rule" to extend the five-year statute of limitations for SEC punitive fraud enforcement actions

USA - March 6 2013 In Gabelli v. Securities & Exchange Commission, No. 11-1274, 2013 WL 691002 (U.S. Feb. 27, 2013), the United States Supreme Court, in a unanimous...

John P. Stigi III.


California Supreme Court resolves Court of Appeal split, holding that Section 2010 of the California Corporations Code -- California's "Survival Statute" -- does not apply to foreign corporations

USA - February 27 2013 In Greb v. Diamond Int'l Corp., 2013 WL 628328 (Cal. Feb. 21, 2013), the California Supreme Court unequivocally and unanimously laid to rest the...

John P. Stigi III.


Ninth Circuit reiterates that district courts must analyze allegations of scienter "holistically" in determining whether a plaintiff has adequately pleaded securities fraud claims

USA - January 8 2013 In In re VeriFone Holdings, Inc. Securities Litigation, 2012 WL 6634351 (9th Cir. Dec. 21, 2012), the United States Court of Appeals for the Ninth Circuit...

John P. Stigi III.


Ninth Circuit holds that allegations a defendant should have used a different statistical methodology during drug trials is not sufficient to allege falsity under Section 10(b) and Rule 10b-5

USA - September 25 2012 In In re Rigel Pharmaceuticals, Inc. Securities Litigation, No. 10-17619, 2012 WL 3858112 (9th Cir. Sept. 6, 2012), the United States Court of Appeals for the Ninth Circuit held that disagreements between plaintiffs and defendants over statistical methodology and study design are insufficient to allege a materially false statement for purposes of pleading a securities fraud claim under Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”), 15 U.S.C. 78j(b), and Securities & Exchange Commission Rule 10b-5, 17 C.F.R. 240.10b-5, promulgated thereunder....

John P. Stigi III.


California Federal District Court holds that Section 1312(a) of the California Corporations Code provides the exclusive remedy for minority shareholders seeking to challenge a proposed merger

USA - July 18 2012 In Dixon v. Cost Plus, Inc., No. 12-2721, 2012 U.S. Dist. LEXIS 90854 (N.D. Cal. Jun. 27, 2012), the United States District Court for the Northern District of California held that Section 1312(a) of the California Corporations Code precluded plaintiff-minority shareholder’s breach of fiduciary duty claim to the extent that the claim relied upon arguments that a proposed merger price was unfair, or that the process employed by the board of directors was inadequate....

John P. Stigi III.